Thank you for being interested in asking Private Autobiography Service, Inc. to help record and print the Author’s story in book form (the Project).
By placing an order with us to produce a LifeTime Private Autobiography™, you confirm your agreement to these Terms and Conditions (Terms).
If there is anything you do not understand in these Terms, you may wish to obtain your own professional advice, and we draw your attention, in particular, to clauses 1.2, 5.4, 5.6, 6.6, 7, 8, and 10.
1.1. These Terms and the Author Consent constitute the entire agreement between us, superseding all other agreements or arrangements between us (whether written or oral, express or implied) relating to the Project (Agreement).
1.2. If you are not the Author, you confirm that:
a) you are acting with the Author’s knowledge and consent;
b) the Author understands: (i) the nature of the Project before the set-up meeting, and (ii) that you have disclosed information about them to us for us to set up the Project.
You promise to let us know if at any time you have doubts about whether the Author is fit and well enough to complete the Project. Our interviewer will also confirm the Author’s consent at the set-up meeting. This will explain that we need consent to process their Personal Data under applicable data protection legislation and will explain the Author’s responsibilities regarding the content of information they wish to disclose for the Project (please see clause 8 for more information). We will not be able to proceed with the Project until the Author has signed our Author Consent form.
1.3. If you are the Author, the words “you” and “the Author” in these Terms have the same meaning.
2.1. Our primary responsibility is to the Author in telling the story in the way most appropriate to reflect the Author’s intentions. Unless the Author specifically requests it, we will not accept any influence or amendments from anyone else and we do not owe anyone else a duty as to the contents of the book (except where a duty is prescribed by law).
2.2. Our primary responsibility is subject to the Author:
a) confirming full understanding of the nature of the Project and the Agreement;
b) understanding their responsibilities regarding the content of the Project;
c) co-operating with us to identify and limit the risks as identified in these Terms;
d) assisting us in adhering to agreed interview dates and location.
3.1. The LifeTime Private Autobiography™ is for private circulation and is not intended for general publication. Certain rules are detailed in the Author Consent form, and these highlight some main risk issues. The Author’s risks will be increased if the book is published or distributed more widely. The Author’s story, even in a limited circulation, may offend some people such as members of the Author’s family who may be aggrieved at references to them in the book. This can create the risk of legal claim or emotional distress. Our role is to bring the Author’s story into book form for the Author, but we are not publishers to the public and do not undertake a publishing risk analysis (which would add considerable cost).
3.2. We are entitled to rely on the Author being accurate and fair in telling their story. We are not publishers to the public and we do not investigate or verify anything the Author tells us. We will not therefore be liable with respect to information or material of any kind that is supplied to us. If action is taken against us based on the content of the book, you agree to indemnify us as set out in clause 10.3.
4.1. The Agreement will start on the date you place your order and pay the deposit. It will finish on the day the Project is completed or cancelled in accordance with clause 6. Please note that, unless we otherwise agree with you in writing, we will schedule the Project to reach the signed Authority to Print stage within a 6-month period from the set-up meeting at which the Author Consent is signed. It is therefore essential that the Author remain available after the final interview to review their manuscript and photos and sign off to typeset and to print, as further explained on our website, in accordance with the agreed timescale.
4.2. We will agree on an outline timescale with you that will concern any factors known or apparent to us, the interviewer, the ghostwriter, the project manager, or any others employed or engaged by us on the Project (our Associates). The actual timescale will depend on the availability, health, and well-being of the Author and other factors beyond our control, and therefore we do not guarantee meeting any specific dates or the overall Project timeline.
4.3. One of our Associates will contact you to discuss any proposed material changes to the timetable during the Project.
5.1. You will be liable to pay the fees (Fees) we quote you for the Project. Payment shall be made by a deposit and such installments as we shall agree with you in writing. Any payments will include (if applicable) state and local sales tax and any similar tax or duty that may be payable on our Fees in any jurisdiction.
5.2. If you pay a deposit by credit or debit card, subsequent installments will be taken from the card that you supplied to us unless you advise us otherwise.
5.3. The interviewer will agree to an interview schedule with the Author at the start of the Project. If the interviews are completed more quickly than expected, we may be able to bring forward the printing of the book. Please note that any outstanding balance must be fully paid before the completed book can be printed.
5.4. Should you request additional meetings or require additional pages or photographs (in excess of the limit agreed to when your order was accepted), these are available at an additional cost. We will always inform you of this additional cost and get your agreement to it in advance of such additional charges being incurred.
5.5. Without limiting our other rights, we may suspend any further work on the Project if and so long as any payment due to us is unpaid after its due date for payment.
5.6. In the event that the Project does not progress within the scheduled timeline, for reasons that are not due to prolonged Author ill health and are not our fault, such as you not providing requested feedback within 28 days, we reserve the right to levy a Project extension charge of 3% of the Fees per additional month to cover our additional costs.
5.7. We will notify you in writing if we become entitled to apply the Project extension charge, and we will notify you each month we feel it is appropriate to apply it. Please note that any extension charges must be fully paid before the project can be restarted.
6.1. Your right to cancel within 14 days – You have the right to cancel the Project within 14 working days from the date of our order acceptance.
6.2. Cancelation by you for any reason – You may cancel the Project for any reason by giving us one month’s notice at any time. We reserve the right to retain a reasonable amount of the monies received to cover work undertaken by us up to the date of cancelation.
6.3. Cancelation by us – We may cancel the Project:
a) after three months if we have been unable to find a suitable interviewer for the Project (in which case we will refund any deposit or Fees already paid);
b) on one month’s notice for any other reason (such as the Author being unavailable for any reason or Force majeure as defined in clause 11.2);
c) immediately if the location of the Author changes materially after we have appointed the interviewer for the Project; or
d) immediately for any reason where you are in breach of these terms and it has not been remedied, or where we find there has been unreasonable behavior toward one of our staff or contractors.
6.4. Cancelation notice – Any notice to cancel must be in writing stating the grounds of cancelation and shall be served as follows:
a) Cancelation by you: Any notice you send must be by pre-paid post or airmail to us at Private Autobiography Service, Inc., Munstead Cottage, Hascombe Road, Godalming, Surrey GU8 4AB United Kingdom or by email to [email protected] If posted, we will be deemed to have received it five (5) days after being posted and if sent by airmail, ten (10) days after being posted. If emailed, we will be deemed to have received it on the next working day in the United Kingdom.
b) Cancelation by us: We will send our notice by pre-paid post or airmail, where possible, or by email to the address we have on file. If posted, you will be deemed to have received it five (5) days after being posted and if sent by airmail, ten (10) days after being posted. If emailed, you will be deemed to have received it on the next working day in your country of residence even if we have also posted a notice to you.
6.5. Cancelation of the Project will not affect either of our accrued rights or liabilities under the Agreement or any provision of these Terms expressed or intended to have effect after cancelation, including our obligation to deliver the materials referred to in clause 9.5.
6.6. Without prejudice to our rights under clause 6.3, we may, on the occurrence of any of the following triggers (at our sole discretion), agree to suspend the Project for a reasonable period of time (length determined at our sole discretion) if:
a) the Author is unavailable for any undisclosed reason for a period of more than 28 days; or
b) the Project does not progress for a period of more than 28 days due to a circumstance outside our control or due to any other undisclosed reason.
We will notify you in writing of suspension in such instance (by the same method identified in clause 6.4.b) (a “Suspension Notice”). You shall be entitled to reinstate the Project at any time following the Suspension Notice on giving us not less than two months’ written notice (to be sent to the postal or email address detailed in clause 6.4.a).
You agree that to reinstate the Project we shall be entitled to charge a project extension charge detailed in clause 5.6, together with additional reinstatement costs calculated by taking into consideration costs that we could incur in addition to the original agreed Fee, including:
c) the need to re-engage an Associate in the Project;
d) if the Associate originally engaged in the Project is no longer available, the need to train a new Associate and time incurred for that individual familiarizing themselves with background information on the Project;
e) costs incurred as a result of the extended Project timescale; and
f) any increase in price of a LifeTime Private Autobiography™ Project.
We will inform you of the administrative fees that apply to your Project in the event of cancelation and/or reinstatement. Reinstatement of the Project will not commence until we have received payment of these fees in full. This does not affect your ability to cancel the Project at any time pursuant to clause 6.2.
6.7. The decision by us to suspend the Project will not affect our ability following reinstatement of the Project to subsequently cancel the Project pursuant to clause 6.3.
6.8 If the Project does not progress for a period of more than 6 months due to a circumstance outside our control or for reasons that are not due to prolonged Author ill health, we reserve the right to cancel the Project.
7.1. The following will apply if the Project is canceled before completion:
a) under clause 6.1 or clause 6.3.a, we will repay all of the deposit or full upfront Fees (but without interest) within 30 days of receipt of the cancelation notice;
b) under clause 6.2 or clause 6.3.b or 6.3.c, we will be entitled to retain any deposit or Fees paid or due (including any administrative fees paid under clause 6.6) but you will not be liable to pay installments due after the cancelation notice is deemed to have been served.
7.2. Without prejudice to clause 7.1, we will deal fairly with any cancelation. If it was necessary due to exceptional or unfortunate circumstances through no fault on your part, we will consider reducing any sums owed to us as is appropriate and reasonable. In all events, we will not be obliged to reduce or refund Fees to the extent we have committed expenditures on the Project.
7.3. On cancelation of the Project, the Agreement will terminate save with respect to any provision that is expressly stated or by its nature is intended to survive termination including, without limitation, clauses 7 to 11 (inclusive).
For the purposes of this clause 8, the following definitions shall have the following meanings:
a) Personal Data means any information relating to an identified or identifiable natural person (a “data subject”) such as a name, an identification number, location data, online identifiers, or data relating to an individual’s physical, physiological, genetic, mental, economic, cultural, or social identity. Personal Data also includes Special Categories of Personal Data (data that reveals racial or ethnic origin, political opinions, religious or philosophical beliefs, or trade union membership, or genetic data, biometric data, data concerning health, or data concerning sex life or sexual orientation).
b) Processing means any operation or set of operations performed on Personal Data (whether or not by automated means) such as collection, recording, organizing, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination, or otherwise making the Personal Data available, aligning it or combining it with other data, or restricting, erasing, or destroying Personal Data. Process shall be construed accordingly.
c) Data Protection Law means all applicable state and federal laws and regulations relating to the Processing of Personal Data and privacy (including in the jurisdiction where the data subject resides) or any applicable replacement data protection or related privacy legislation.
8.1. What is discussed between the Author, client, us, and our Associates is initially private and confidential. Some of the information shared with us or our Associates will be Personal Data.
8.2. We promise to comply with our obligations under Data Protection Law.
8.3. We will only Process Personal Data we receive during the Project in accordance with our privacy notice, which is available:
a) at any time on our website (https://www.lifetimememoirs.com);
b) via a link in all our online correspondence; and
c) in hard copy, on request.
The privacy notice sets out the scope, nature, and purpose of the Processing by us, the duration of the Processing, and the types of Personal Data we Process.
8.4. You understand that:
a) the Author is responsible for the text of the completed book and the text of materials generated in the process of creating the book that contain any content provided by the Author (Author Background Content); and
b) we are entitled to rely on the Author being accurate and honest in providing this Author Background Content to us.
8.5. We are not publishers to the public and cannot verify the Author Background Content we are presented with during the Project, including any Personal Data within the Author Background Content. Our role is to provide the Author with the tools and equipment needed to bring their Project to life. The book is written according to the words and instructions of the Author. When Personal Data is provided to us during the Project, you agree that disclosure of that Personal Data to us is authorized, and without us taking any further action, we may collect, use, and disclose such Personal Data for the Project and for the purposes described in the privacy notice (referenced in clause 8.3). We will only Process Personal Data comprised within the Author Background Content for the Project.
8.6. Before we finalize the Project, the Author will be asked to read and approve the Author Background Content. You acknowledge and agree that the Author’s approval of the Author Background Content at this stage will confirm their agreement to the Author Background Content being contained within the book. We will be entitled to rely on this approval as confirmation that the Author has complied with their responsibilities regarding the content of the book, including those relating to any Personal Data contained within the Author Background Content as detailed in Data Protection Law and this Agreement.
9.1. You agree and acknowledge that copyright of the Author Background Content will remain with the Author. Where any law (US or otherwise) grants copyright of the Author’s private autobiography or Author Background Content to us or one of our Associates, we hereby assign (on our own behalf and as agent for our Associates) to the Author all copyright of the text of the book and of the Author Background Content subject to payment in full of the Fees. Where required by the law of the Author’s place of residence, the Author is responsible for registering their copyright interests.
9.2. We reserve and retain the exclusive rights to the LifeTime Private Autobiography™ name, concept, and methodology, the format, design, and layout of the LifeTime Private Autobiography™, and any other intellectual property other than as provided in clause 9.1 (LifeTime IP). We grant the Author a limited non-exclusive license to use the LifeTime IP with respect only to the number and form of the printed copies of the book referred to in the LifeTime Journal and ordered through us.
9.3. We will retain ownership of all working materials, papers, interview logs, notes, or recordings prepared or used in the course of the Project (including those containing Author Background Content). The Author hereby grants us a sole and exclusive license to the Author Background Content on condition only that we do not disclose or reproduce the Author Background Content without the prior written consent from the Author or as may be required by law or to deal with any legal claim. Provided the Author gives us express written permission to do so, we may also make available edited audio recordings and/or an audio highlights mp3 file (subject to payment of applicable additional charges).
9.4. On completion of the Project, subject to full payment of the Fees, we will deliver to the Author the agreed number of copies of the book. If the Author decides to order additional copies over the number agreed, these will also be provided subject to payment of the applicable additional charges. We shall be entitled to print and retain one copy for our records.
10.1. Nothing in these Terms will limit our liability for a) death or personal injury resulting from our or our Associate’s negligence or b) any breach of our duties of confidentiality to the Author.
10.2. Subject to clause 10.1:
a) we will not be liable for any loss of profits or economic loss nor for any indirect, special, consequential, or punitive loss or damage of any kind arising out of or in connection to the Project; and
b) our total aggregate liability, whether in contract or tort, to the Author and to you under or in connection to these Terms, the Project, and the production of the book or in respect to any of our or our Associates’ actions or omissions will not exceed the total amount due to us from you with respect to the Project.
10.3. You agree to indemnify and hold us and our Associates harmless from and against any and all claims, liabilities, losses, costs, actions, and expenses (including legal fees and costs on a full indemnity basis) (Production Liability) made against us or our Associates or incurred by us or our Associates as a result of undertaking the Project and/or compiling, recording, printing, or delivering the Author Background Content or the LifeTime Private Autobiography™ (including breach of clause 8). You agree to notify us immediately if you become aware of, or believe there may be grounds to anticipate, any actual or alleged Production Liability on our part. You agree to co-operate with us in resisting or settling any Production Liability, at your cost, in accordance with the professional advice we receive. In any legal proceeding based on or arising from Production Liability, we shall have the right to defend ourselves with counsel of our own choosing, subject to your indemnity of our legal expenses under this clause 10.3.
11.1. Non-reliance – You acknowledge that you are not relying on any pre-contract statement or representation, whether innocent or otherwise, made by us or any of our Associates except to the extent (if at all) specifically set out in writing in our Agreement with you. Nothing in this paragraph shall limit or exclude liability for fraud.
11.2. Force majeure – We will not be liable for any failure to perform or delay in performing any of our obligations (including without limitation printing or delivering the LifeTime Private Autobiography™) due to circumstances beyond our reasonable control (e.g., war, rebellion, strike, or natural disaster or other act of God). We will notify you promptly if any such circumstances arise and use our reasonable endeavors to mitigate any delay. If such circumstances continue to prevent performance for more than 60 days, either you or we may cancel the Project on one month’s written notice in accordance with clause 6.2 or 6.3.b.
11.3. Assignment – The Agreement is personal to you and you may not assign, transfer, or subcontract your rights or obligations under it. We may assign or transfer our rights or obligations under the Agreement to any party accepting commensurate responsibilities.
11.4. Severability – Any provision of the Agreement held to be illegal or unenforceable will, to the extent necessary, be deemed to be deleted. The enforceability of the remaining provisions of the Agreement will not be affected.
11.5. Waivers – Neither party will be treated as waiving or releasing its rights under the Agreement unless it has signed an express written waiver or release.
11.6. Variations – No variations of the Agreement are effective unless made in writing and signed by the parties or their authorized agents.
11.7. Rights of third parties – Except the Author and our Associates to the extent set out above (Named Third Parties), no person who is not a party to the Agreement shall have any rights under it. The consent of the Named Third Parties shall not be required to make any variation to the Agreement.
11.8. Interpretation – Any words following the terms “including,” “include,” “in particular,” “for example,” or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase, or term preceding those terms. A reference to one gender shall include a reference to the other genders.
11.9. Law and jurisdiction – This Agreement shall be interpreted and construed in accordance with the laws of the State of New York applicable to contracts made and to be entirely performed therein, without giving effect to New York’s choice-of-law rules or to any rule of construction that allows or directs ambiguities to be construed against the drafter of a contract. The state courts of the State of New York in and for New York County, and if the jurisdictional prerequisites exist, the United States District Court for the Southern District of New York, and no other court or tribunal, shall have sole and exclusive jurisdiction to hear and determine any dispute or controversy arising under or concerning this Agreement. With respect to any such action or proceeding, each party hereto irrevocably (a) consents and submits to the personal jurisdiction of said courts, and (b) waives the defense of lack of personal jurisdiction and/or inconvenient forum and/or improper venue. Each party hereby consents to service of process upon him/her/it either personally or by registered or certified mail, postage prepaid, return receipt requested at the addresses provided by the parties.